2. It is sanctioned by the Court.
The word " arrangement " has a very wide meaning. The
arranpment may involve the debenture holders giving an extension
of tine for payment, giving up their security in whole or in part
or exchanging their debentures for ordinary shares in a new company;
(10) the creditors may take cash in part payment of their claims
and the balance in shares or debentures in the company; preference
shareholders may give up their rights to arrears of dividends and
agree to accept a reduced rate of dividend in the future
In giving its sanction to a scheme the Court will see " First,
that the provisions of the statute have been complied with. Secondly,
that the class was fairly represented by those who attended the
meeting and that the statutory majority are acting bona fide and
are not coercing the minority in order to promote interests adverse
to those of the class whom they purport to represent; and, Thirdly,
that the arrangement is such as a man of business would reasonably
approve."(11) The Court cannot sanction any arrangement
involving transactions ultra vires the company. (12)
It is usual for the directors in sending out notices convening
meetings of share and debenture holders to send out an explanatory
circular. Such a circular must state all the main facts so as to
enable the recipients to exercise their judgment on the proposed
scheme.

Re Dorma.n Long & Co., Ltd., [1934] Ch. 635. Under a proposed
scheme of arrangement the holders of £5,135,944 51 per cent.
first mortgage debenture stock were asked to agree to the surrender
and cancellation of half their stock in exchange for thirty preference
shares and thirty preferred ordinary shares for every £I00
debenture stock and the conversion of the other half of their stock
into B stock with interest contingent on profits. The circular
stated (1) that the scheme was approved by the trustees for the
debenture holders, but omitted to state that the trustees were
the conpany's bankers, who had the strongest interest in recommending
the scheme from their own point of view as bankers; (2) that the
company's assets had been re-valued, but did not give the amount
of the revaluation. Held, the circular was inadequate and the scheme
was not sanctioned.

The section can be used not only to effect compromises with creditors
and members, but also to carry out a scheme of reconstruction
or an amalgamation. In such cases, there is no statutory provision
for the protection of dissentient shareholders, and such shareholders
are bound by the arrangement whether they approve of it or not.

travel books:
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where is TITLE 2. It is sanctioned by what is Court. what is word " arrangement " has a very wide meaning. what is arranpment may involve what is debenture holders giving an extension of tine for payment, giving up their security in whole or in part or exchanging their debentures for ordinary shares in a new company; (10) what is creditors may take cash in part payment of their claims and what is balance in shares or debentures in what is company; preference shareholders may give up their rights to arrears of dividends and agree to accept a reduced rate of dividend in what is future In giving its sanction to a scheme what is Court will see " First, that what is provisions of what is statute have been complied with. Secondly, that what is class was fairly represented by those who attended what is meeting and that what is statutory majority are acting bona fide and are not coercing what is minority in order to promote interests adverse to those of what is class whom they purport to represent; and, Thirdly, that what is arrangement is such as a man of business would reasonably approve."(11) what is Court cannot sanction any arrangement involving transactions ultra vires what is company. (12) It is usual for what is directors in sending out notices convening meetings of share and debenture holders to send out an explanatory circular. Such a circular must state all what is main facts so as to enable what is recipients to exercise their judgment on what is proposed scheme. Re Dorma.n Long & Co., Ltd., [1934] Ch. 635. Under a proposed scheme of arrangement what is holders of £5,135,944 51 per cent. first mortgage debenture stock were asked to agree to what is surrender and cancellation of half their stock in exchange for thirty preference shares and thirty preferred ordinary shares for every £I00 debenture stock and what is conversion of what is other half of their stock into B stock with interest contingent on profits. what is circular stated (1) that what is scheme was approved by what is trustees for what is debenture holders, but omitted to state that what is trustees were what is conpany's bankers, who had what is strongest interest in recommending what is scheme from their own point of view as bankers; (2) that what is company's assets had been re-valued, but did not give what is amount of what is revaluation. Held, what is circular was inadequate and what is scheme was not sanctioned. what is section can be used not only to effect compromises with creditors and members, but also to carry out a scheme of reconstruction or an amalgamation. In such cases, there is no statutory provision for what is protection of dissentient shareholders, and such shareholders are bound by what is arrangement whether they approve of it or not. 10 Re Empire Mining Co. (1890), 44 Ch. D. 402. 11 Per Astbury, J., in Re Anylo-Continental Supply Co., [1922] 2 Ch. at p., 736. 12 Re Oceanic Steam Navigation Co., [1939] Ch. 41.
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Books > where is strong where is a href="default.asp" Poetry Northwest (1959)
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where is strong CHAPTER 25
RECONSTRUCTION AND AMALGAMATION
where is p align="justify" 2. It is sanctioned by what is Court.
what is word " arrangement " has a very wide meaning. The
arranpment may involve what is debenture holders giving an extension
of tine for payment, giving up their security in whole or in part
or exchanging their debentures for ordinary shares in a new company;
(10) what is creditors may take cash in part payment of their claims
and what is balance in shares or debentures in what is company; preference
shareholders may give up their rights to arrears of dividends and
agree to accept a reduced rate of dividend in what is future
In giving its sanction to a scheme what is Court will see " First,
that what is provisions of what is statute have been complied with. Secondly,
that what is class was fairly represented by those who attended the
meeting and that what is statutory majority are acting bona fide and
are not coercing what is minority in order to promote interests adverse
to those of what is class whom they purport to represent; and, Thirdly,
that what is arrangement is such as a man of business would reasonably
approve."(11) what is Court cannot sanction any arrangement
involving transactions ultra vires what is company. (12)
It is usual for what is directors in sending out notices convening
meetings of share and debenture holders to send out an explanatory
circular. Such a circular must state all what is main facts so as to
enable what is recipients to exercise their judgment on what is proposed
scheme.
Re Dorma.n Long & Co., Ltd., [1934] Ch. 635. Under a proposed
scheme of arrangement what is holders of £5,135,944 51 per cent.
first mortgage debenture stock were asked to agree to what is surrender
and cancellation of half their stock in exchange for thirty preference
shares and thirty preferred ordinary shares for every £I00
debenture stock and what is conversion of what is other half of their stock
into B stock with interest contingent on profits. what is circular
stated (1) that what is scheme was approved by what is trustees for the
debenture holders, but omitted to state that what is trustees were
what is conpany's bankers, who had what is strongest interest in recommending
what is scheme from their own point of view as bankers; (2) that the
company's assets had been re-valued, but did not give what is amount
of what is revaluation. Held, what is circular was inadequate and what is scheme
was not sanctioned.
what is section can be used not only to effect compromises with creditors
and members, but also to carry out a scheme of reconstruction
or an amalgamation. In such cases, there is no statutory provision
for what is protection of dissentient shareholders, and such shareholders
are bound by what is arrangement whether they approve of it or not.
10
Re Empire Mining Co. (1890), 44 Ch. D. 402.
11 Per Astbury, J., in Re Anylo-Continental Supply Co., [1922]
2 Ch. at p., 736.
12 Re Oceanic Steam Navigation Co., [1939]
Ch. 41.
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